


Madrid

by TerryJune



Series: Mission Briefs [6]
Category: Agents of S.H.I.E.L.D. (TV)
Genre: Are they fighting Are they growing apart or are they just figuring out the ways of the world, F/M, Friendship, Jealousy, Lola - Freeform, M/M, Melinda Gets To Drive, POV Melinda May, Philinda - Freeform, Pre-Series, action / adventure
Language: English
Status: Completed
Published: 2020-08-06
Updated: 2020-09-04
Packaged: 2021-03-05 23:28:33
Rating: General Audiences
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 4
Words: 8,796
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/25753609
Author URL: https://archiveofourown.org/users/TerryJune/pseuds/TerryJune
Summary: As Mentioned in 1x10  - "The Bridge"Coulson: "Katherine Shane?"Skye: "You know her?"Coulson: "We ran a few ops together in the 90s.  Smart, resourceful.  Had a soft spot for Truffaut movies."Skye: "Easy, Charm-School..."As Mentioned in 4x10 - "The Patriot"Daisy: "Did he ever let you drive her?"May: "I have this one image in my head.  An early mission of ours...maybe Madrid?  Coulson had a mustache.  He gave me the keys and told me not to let anyone else know."
Series: Mission Briefs [6]
Series URL: https://archiveofourown.org/series/1369942
Comments: 5
Kudos: 13





	1. Chapter 1

**Author's Note:**

> Takes place 4 years after Sicily.

“Shield 42-737 secured and out.” May reported over the com, giving a final check of the instruments in the transpo jet before backing out of the cock pit. Checking her bag for the package she had picked up in Warsaw, and an envelope entrusted to her, she grabbed her bag and hopped down.

Her small plane had been tucked into the corner of the large hangar, presumably to make space for the possibility of a mobile command unit needing to land. 

Melinda doubted they’d need the space.

Despite often being referred to as “The Madrid Office” the small field office was over an hour from the city, tucked in the foothills of the Guadarrama mountains. Located roughly between the Sandbox, Hub and Switzerland; there wasn’t much need for anyone to stop over unless they had explicit business in Spain. 

“Agent May!” A young man with an unfamiliar accent and dark eyes, gestured to a jeep, “I can drive you over.” 

She frowned, looking to the low brick building that housed the SHIELD facilities. It couldn’t be more than half a mile down the runway.

The younger agent faltered, “Um, you can walk if you want, I know you had a long flight.” He shifted his weight.

She smirked, “Coulson send you?”

He shook his head, “Curtis called when you left. Mentioned it was a rough few weeks; I figured you could use a welcoming committee.”

“Curtis…?” She contained her frown, did he mean Curtis Ott, the sullen, square jawed specialist with whom she had spent the last 3 weeks bouncing around Poland? She looked over the young agent in front of her, “So…you’re the Desi he was talking to each night?”

“Desi Titus, yes.” The young man nodded, smiling broadly, “But Curtis is the only one who calls me Desi, everyone else just calls me Titus. Can I take your bag?”

Still processing her surprise, she handed the bag over. “I’ve got an envelope for you in there.”

A blush ran up Titus’ neck and he shook his head, “He’s such a softy.”

May couldn’t help but snort. “Sorry…just…” 

“I know, I know.” Titus waved off the comment, jumping into the jeep, “He plays up the whole ‘tough guy’ thing in the field.”

“He’s not the only one in our line.” She smirked. 

It was true; the past few years had felt like non-stop missions, paired up with a gruff senior specialist or supporting an armored strike team. She loved the work; the excitement of seeing the world, the satisfaction of kicking bad guy ass and the confidence of objectives achieved. 

But when the job was over; it was a different story. The specialists would withdraw, tend to their own wounds, and disappear into solitude. The strike team members went the other way; boisterous gatherings where the op would be rehashed in a stream of escalating claims and one upsmanship that often ended in physical scuffles. 

For the most part, it complimented her own personality; she had always preferred solitude or action to all the soft stuff emphasized on the communications side of the job. But there were times when she was too often reminded of the rarity she was within the group. Her ethnicity and gender were frequently the subject of comments and jokes; none of them particularly offensive, often intended complimentary, but after a while it struck as a little tone deaf; as if it was all anyone noticed or cared about. 

There were times when she found herself almost missing the days when none of the ‘tough guys’ noticed her and it was Phil alone willing to give her a chance to get into the field. She didn’t mind the rough humor, but sometimes she found herself wishing for something a little easier, quirkier. To spend less time with people trying to prove how much tougher than her they were and more time with someone who appreciated her and saw more than the shape of her curves or the slant in her eyes.

When given the opportunity to choose the location of her temporary quarters it hadn’t been hard to pick the remote office where her old partner was stationed. After all the machismo of the past few months she was looking forward to relaxing with a few days of candor and friendly sarcastic jokes.

She had actually hoped that Phil would be the one to meet her at the tarmac; best she could recall it had been a year since they had seen one another, even longer since they’d had any time alone with just themselves outside the omnipresence of the SHIELD bureaucracy.

Titus was nodding as he started the vehicle down the short road, “We get a lot of specialists passing through here between missions. You all are a particular kind of agent.” He grinned, “But Curtis said you’re one of the good ones.” 

She flashed a small smile, she hadn’t realized she had made any kind of impression on the other agent; they had barely talked about anything other than the mission parameters over the past two weeks.

Reflecting on how much she still had to learn about human nature, she returned her eyes through the windshield. The SHIELD facility was dwarfed by the white and green mountains which stood in stark contrast against the blue sky. There was no visible exterior access to the roof; not that it mattered, she’d get up there, it was too nice of a day not to.

“So, how do you know Agent Coulson?” Titus didn’t take his eyes off the road.

May shrugged, “We were partnered on a few ops together.” 

“Partnered?” Titus glanced at her, “Like, field ops?”

She nodded and the younger man snorted.

Catching the look she was piercing him with, the other agent shrugged, “It’s just hard to picture Coulson as a field operative.” He glanced to her, “Y’know?”

May’s eyebrows arched. 

Over the last few years Coulson had been bounced from location to location, working under a number of different supervisors and in a variety of duties ranging from field work to accounting. It had never been a secret that Nick Fury saw potential in the young agent he had personally recruited and now he was forcing Phil to collect experience and exposure to every aspect of SHIELD. 

May wondered if Phil even realized how blatantly he was being groomed. 

Of course, he groused about the office work; he would probably always see himself first and foremost as a field agent and any assignment short of the frontlines was perceived as some kind of punishment.

She could only imagine the earful she was about to get if Titus couldn’t even picture Coulson in the field.

“You’d be surprised.” She murmured leaning back in her seat. “What’s his post?”

“Deputy Shift Supervisor for 2nd shift.” Titus pulled into a marked parking spot, “He signs out equipment, checks inventory and watches the phones overnight.” Grabbing her bag out of the back he handed it over, “So you know, not exactly the guy you expect to mount an incursion.”

May kept her expression neutral, “He is a bit of a nerd.”

“’’ts all I’m saying.” Titus shrugged. 

“Where is he now?” She asked.

A familiar deep rumble answered the question. 

May turned on her heel to see the corvette pulling into the parking lot. With a sharp red paint job and glistening hubcaps, the car was looking significantly cooler than the first time Phil had rolled her on to a SHIELD base 4 years previous.

“May!” Phil greeted, before he even cut the engine. “I was hoping we’d get back before you arrived.”

He popped out of the car without opening the door, wearing a wide grin and uncharacteristic unbuttoned polo shirt, casual khakis…and a mustache. 

He radiated such warm energy that for a moment May thought he was actually going to hug her, but he paused, spinning on his heel and accepting a picnic basket from the woman climbing out of the passenger side.

“This is who I was telling you about.” He smiled at the other woman. “Agent Melinda May.” He looked back to Melinda, “May, this is Agent Katherine Shane.”

The dark haired woman turned curious eyes to her, “You’re Agent May?”

Maybe she was imagining it but to May it seemed Agent Shane’s tone held similar surprise as her own when posing the same question to Titus only moments earlier.

Uncertain what was in front of her and wanting to spare Phil any assumptions, May pulled on a smile and held out a hand, “That’s me. I…” She tightened; she knew nothing about the woman in front of her or why Phil was beaming as they shook hands. “It’s nice to meet you.”

“May and I haven’t talked much recently.” He interrupted, still smiling at Shane, “Not many opportunities to catch up on details bouncing all over the place.” He shifted the basket to his other hand and looked back to May, “You’re just getting in from Egypt?”

“Poland.” May corrected, “Egypt is next.”

“Fun.” Coulson smirked, “How long you staying?”

She accepted her bag from Titus, “I’m due in Cairo on the 18th.”

“Fantastic, plenty of time to do some catching up.” He kept smiling. He had always been more upbeat than your average agent but rarely was he what May would describe as ‘happy’ and she was beginning to wonder if this sustained cheek splitting grin was some kind of secret signal. 

She tightened her grip on her bag.

“Yes.” She was mindful to keep her tone light, “I almost didn’t recognize you without the suit and …” She gestured in the general direction of his upper lip.

For a fraction of a second the grin faltered as he brought up his hand to stroke the mustache, “Just something I’m trying. What do you think?”

“I told him I think it makes him look like Tom Selleck.” Shane leaned in with a wide grin of her own.

May’s eyebrows arched and she let her eyes drift over her friend’s wiry frame, freckled features and straight light brown hair. “Oh yeah. Phil Coulson and Tom Selleck. Practically indistinguishable.” 

When Phil rolled his eyes, his smirk became something more familiar and May returned a tight lipped grin. This was the easy back and forth she missed.

“Well,” Phil cleared his throat and clapped his hands together, “Why don’t we show you around?”

“Oh Phil, not me.” Shane paused him with a hand on his upper arm, “I still have that memo that Gaskins wants. Remember?”

Coulson made a face, “Right. Yeah, of course. See you for dinner?” 

Shane just nodded, letting her hand slip down his arm, giving his fingers a quick squeeze before turning her attention back to May, “Sorry to run out; I look forward to getting to know you.”

“Likewise.” May returned with a nod of her chin, before shooting a look back to Coulson.

Waiting until the other woman had disappeared through a door, May tilted her head, “What happened to not dipping your pen in the company ink?”

“Wha…May! That’s…” He grimaced, “Not a pleasant metaphor.”

She ignored his displeasure with a roll of her eyes and crossing her arms, waiting.

The broad smile was gone from his face and he shook his head, “Look, I know it’s not exactly regulation but it’s also not exactly not protocol. I’m not her supervisor and we’re such a small office so far from any major base that things are…a little more…flexible here.”

“She looks real flexible.” May couldn’t help but snark.

Coulson huffed, “You don’t even know her.”

She shrugged, uncrossing her arms, “I know that she’s either completely smitten or just has no idea what Tom Selleck looks like.” 

Phil frowned, stroking his mustache again, “It really doesn’t look good?”

She sighed, softening, “It’s just different.” She smiled, tilting her head, “Not the Coulson I remember.”

He dropped his hand from the offensive facial hair, looking at her steadily, “It’s been a while.” 

She looked down, taking a breath to center herself. She didn’t have any desire to discuss how their career paths had them growing apart; but the regret in his voice gave her assurance that perhaps he missed her the way she missed him.

“It’s the job.” She shrugged.

“I know.” He gestured to take her bag and indicated for her to follow him through a different door, “Just wish I had a little more say in some things instead of sitting here getting papercuts while you’re off having a great time.”

“Coulson, my life has been in imminent danger at least once a month since the last time I saw you.” She held up her hand, counting off on her fingers, “I’ve had to fight a guy on steroids who gave himself canine teeth and tried to bite us all, a whole tribe who thought a meteorite was the key to their god, plus two former monks who had spent their life studying kung fu at Shaolin before being exposed at high altitude to a unusually radioactive solar flare and developed the ability to communicate with one another via sonar…and that’s just in the last 8 weeks.”

Phil paused his walking to turn and face her, one eyebrow cocked, “Like I said, you’ve been having a great time.”

She paused, finally allowing herself to smile, “I kicked those monks’ asses.”

“Of course you did.” He grinned gesturing down a hallway. “Meanwhile, I can tell you all about SHIELD’s new electronic memo system and the updated security protocols at the Fridge.” He released the sigh of someone long suffering from immense boredom.

“It’s not all bad.” May shrugged, “You’ve managed to land yourself an assignment where you’ve got Lola.”

“Lola is officially a SHIELD asset.” He beamed again, “I finalized that final upgrade that Stark started to install before…” He trailed off. The sudden car crash and death of Howard Stark was still a difficult topic. Coulson swallowed, “Yeah…So, the old girl’s got some real fancy tricks up her sleeve now.”

“Well congratulations.” May shook her head, “I’m surprised you managed to actually get yourself a girlfriend while that car is around. Figured you’d be spending all your time in the garage.”

His eyes narrowed briefly, “I don’t…. know if that’s….I mean…‘Girlfriend’ is a very particular term…”

“Phil. Really?” She deadpanned at him, “You had a literal picnic in the Spanish countryside.”

A slight blush colored his cheeks, “We’ve been having a nice time with one another; that’s it.”

“Mhrm.” May hummed, sashaying past him and into the dormitory they had reached. 

He stared at her, still blushing with clenched teeth. 

She held out a hand, “Phil.”

“What?” He blinked seeming to suddenly remember the bag he still carried, “Oh yeah, here.” He took a breath and rocked on his feet, “So yeah, this will be your dorm for how ever long you’re able to stay. Saved you a good one, shower is right across the hall. And you’ve got a window.”

She glanced to the thin glass in the top corner of the room and looked back to him with a raised eyebrow.

He shrugged, “It is a window…just not a very big one.”

She rolled her eyes but allowed a hint of a smile. 

When he smiled back it was small, but full of honesty, “Good to see you again, Melinda. I’m glad you’re here.”

She wanted to retort with a joke or some snark but the signal got lost on the way to her mouth and she ended up with a simple, “I am too.”

While his expression didn’t change, something lightened in Phil’s eyes before he swallowed and nodded, breaking their eye connection, “Well, I’ll let you get settled in. I work nights and eat dinner late so if you’re looking for me I’ll probably be in the back office.”

“Sounds good.” She nodded, “My internal clock is all out order so I’ll find you later.”

“Ok.” He nodded, not moving.

“Ok.” She repeated, slowly shutting the door until he had to trip backward and began walking back down the hall with a crisp nod.

She smiled and shook her head. Things were different, that much was clear. But when the world fell away, and it was just the two of them, things were the same as they ever were. 

She swallowed, holding that comfort close as she settled in.


	2. Chapter 2

It had been a while since she had slept in a proper bed, and much longer than that since she’d slept somewhere as safe and secure as a proper SHIELD facility in a friendly nation. 

May had intended to take a quick nap before dinner, but when she blinked her eyes open there was only darkness coming from the small window and the bedside clock blinked 02:30.

Deciding it wasn’t worth screwing up her internal clock before heading east again for her next mission, she rolled up and out the bed.

After a shower she went looking for food and anyone might be awake.

Crossing through the garage and noting the gym equipment stacked against the wall, she caught a familiar voice echoing through the partially open door in the back.

“I don’t want to hear it, Fernando. There is a system and process in place for a reason.”

Stepping closer, Melinda could see Phil through the glass in the door. He was back in his same, well worn, ill-fit, suit, standing behind a desk buried in neat stacks of paper. A younger man with a swath of dark hair stood in front of him, clearly crest fallen at the reprimand he was receiving.

Phil was continuing, “Look, I told Gaskins that you can handle this; and I still fully believe it. But it can’t just be done, it needs to be done the _right_ way. You get that, right? I can count on you?”

The young agent looked up, determination in his eyes and he nodded firmly. “I do this right, Agent Coulson.”

“Bueno.” Coulson nodded, “Gracias, Fernando.”

May tilted her head, taking in the steely gaze Coulson was directing at Fernando, and the younger man's renewed determination.

For a long time she hadn’t understood why Fury had zeroed in on Phil; what the senior agent had seen in her very intelligent, but awkward friend that somehow placed him above so many other excellent agents. The senior agent's reasoning had slowly revealed itself to her as she learned more about Phil and his particular mix of hidden qualities. In this moment she suspected she was seeing another piece of the puzzle; the depth of leader Coulson clearly had the potential to be.

Bursting with an unexplained pride, she waited for Fernando to leave before she stepped through the door, “You look like a regular boss behind that desk.”

The directorial countenance immediately fell away as he looked up to her, shoulders slumping, “Don’t say that.”

“What? Why? It’s true. It looks like a natural fit.” She smiled, trying to exude earnesty.

Phil stared back for a moment before giving up his confusion and dropping into his chair, moving aside a stack of folders, “You rest well?”

“Great.” She stretched her neck and rolled her shoulders, “Slept nearly the whole time. Didn’t realize how tired I was.”

He nodded, flipping open and then closed a folder, moving it to a drawer, “Sounds like you’ve been going non-stop.”

“I have.” She leaned against the cabinet next to the door, uncertain about if he was just multi-tasking, or if his divided attention was an indication of disinterest. “It’s nice to be somewhere without all the…” She gestured with and empty hand, “…It’s nice being somewhere safe.”

With that, he looked up, piercing her with his slate eyes for a long quiet moment, “It’s been hard?” He finally asked.

Denial instinctively leapt to the tip of her tongue. Specialists and strike teams weren't supposed to admit when times were tough or if a job was difficult. And they didn’t express worry or care about one another in the way Phil clearly was. 

She gave him a comforting smile, “Nothing I can’t handle..." She sighed some honesty, "But I'm really glad for a break.”

He continued to stare for a moment until, seemingly satisfied, he turned his attention back to his desk. “A break would be nice.”

“A break from what? This? Yeah, looks real rough.” She smirked, picking up a folder. 

He yanked it from her before she had the opportunity to read it. “Level 3 only.”

“Level 3?” She raised her eyebrow. She hadn't realized he'd been promoted again so quickly. “How do you know I’m not?”

“Are you?” He shot back, not even looking up.

Damn him. He probably already knew she wasn’t. Despite all her experience, leveling up required time and variety of accomplishment; something that wasn't always available when you spent your days going where you were told. 

She pouted, deflecting and looking to the light beginning to creep through the dark sky, "How much longer are you tied to the desk? I'm thinking of going to the roof for sunrise."

"Don't go to the roof.” Phil sighed, looking up from his paperwork, “There's no safe or easy way up there."

May stared at him, one eyebrow cocked.

He rolled his eyes, "All right, fine I get it, you're very good at getting places you're not supposed to be; but how about, this one time, you don't? It's just a rule here."

"It's a rule..." She repeated slowly, narrowing her eyes, searching for any sign he was joking. "You're serious."

"Of course I'm serious." He looked down, flipping into another folder and turning to file it in a cabinet, "It's a liability thing."

Before she had the opportunity to retort her incredulity, the other door opened revealing Agent Shane in a shield t-shirt and sweatpants. She barely glanced at May before stepping closer to Phil, "Marcel just called."

Phil frowned, glancing at a closed folder on the desk and then to his watch, “Already?”

Shane shrugged, gesturing to her sleep attire, "I wasn’t exactly expecting it myself.”

Phil's expression didn't change but his jaw tensed, "Maybe I should send someone with you."

"Stop it.” Shane rolled her eyes, “It's a simple hand off. You saddle me with another brute in a suit and you know it will only invite trouble." At Phil's unrelenting stare she smiled and tapped his cheek, "It's fine, I promise."

As opposed to expressing relief, his brow furrowed, "What if I go with you?"

"You?" Shane blinked.

He shrugged, "Why not? It's weird the call came this early, you should have someone with you, but you're right, it shouldn't be someone who will draw any attention to themselves." She still didn't speak so Phil leaned back, smirking, "Shift is basically over. You'd be doing me a favor; getting me out of the office and away from the paperwork."

Shane rocked back and forth as if she were actually considering it deeply, "Well, I suppose there'd be worse people to have along for an early morning ride into town. Can we take Lola?"

He snorted at the question, "See you in 20?"

"I’ll be ready." Shane smiled, sashaying out the door without so much as a parting glance in May’s direction.

Coulson released a heavy sigh before dropping back into his chair.

Melinda crossed her arms and tilted her head, "Are you over protective with all the base agents or just the pretty ones?"

"May!" Phil's head shot up, "You know me better than that,"

"I thought I did too.” She shrugged, pushing away from the wall, “But I also never thought you'd be having a dalliance with someone you work with."

"Dalliance...is that...supposed to be an implication or something?" His eyes were clearly cross, mouth drawn tight.

She shrugged, looking around the room, fingers tracing a dented globe in the corner, "I'm just assuming she knows how long it takes you to unhook a bra."

She wasn't looking at him, but she could hear Phil straighten and the slight gargle as he needed a beat to find his words. "Seriously, May?"

May turned, smirking, "If she _doesn't_ know maybe I should warn her."

She thought it was a joke, a light hearted barb at an old moment shared between the two of them, but one look at Phil and it was clear that he did _not_ hear it the same way.

His arms were crossed and his face tight, "She knows _exactly_ how fast I can release a bra clasp; and a lot more than that."

"Ugh, Phil, gross." She rolled her eyes, not impressed by his attempted swagger.

"I'm being gross? You're the one who is coming in here with your accusations." He tossed the folder in his hand to the desk with a flick of his wrist, "I hate this job. All of it. Kate is the only good thing about it. I'd go insane here without her. Now you show up after who knows how long it's been since we've even _spoken_ and try getting in my head about it? What the hell May?"

The defensiveness and anger in his voice over a simple joke was too much. She wasn't trying to get into his head about anything, she certainly didn't care if he wanted to roll in the hay with some saucy chica and anyone else who came along. She was just hoping to spend some time with her friend like they used to; he was the one overreacting. "Screw you Phil."

His eyes widened, "Screw me? Screw you!"

A thick silence landed between them. Neither moving and neither speaking. 

Eventually Phil moved first. He scrubbed his hands over his face. "Why'd you even come here Melinda?"

The quiet words hurt more than anything that came previous. 

"I honestly can't remember." 

It was a lie, but she wasn’t about to tell him the truth.

“Well that’s just great.” He muttered, shoulders slumping.

May swallowed, not sure how things turned so wrong so fast. As she watched, he sighed and stifled a yawn.

“When is the last time you slept?”

He looked up at the unexpected question, wariness painting his face, “Why?”

She shrugged, “Sounds like you just volunteered yourself for a mission after not sleeping for who knows how long.”

“I’m fine.” He muttered. “Don’t worry about it.”

May rolled her eyes, “Despite whatever the hell this whole exchange was, for some reason, I can’t help but worry when you voluntarily set yourself up for a dangerous situation, especially considering how long you've been behind a desk.”

“Damnit Melinda.” He opened his arms, “First of all, this isn’t a combat op. Secondly, even if it was, I can handle myself. We haven’t worked together in a while and you don’t know everything. Neither you nor Fury seem to realize I’m not the same gangly amateur anymore.”

May crossed her arms, the gap in his collar undermining his point. She huffed, “Is that so? You grow a mustache and suddenly you’re a manly man?”

“What the hell does that even mean?” He gestured, practically yelling.

“Nothing.” She shrugged, “What does Fury have to do with anything?” Unable to help herself, she dropped another barb, “Or are you bent out of shape that he still calls you _‘Rookie’_?”

Phil’s mouth firmed into a tight line, “You know what? Let's go. Lay out the mats.”

“Excuse me?” She raised an eyebrow, watching him yank off his tie and step into the bay of the garage that was clearly used as the gym. "You want to actually fight me?" 

With a shake of her head she followed him, “This will be great.”

By the time she pulled back her hair, Phil had removed his suit jacket and tie and was rolling up his sleeves, revealing what she could begrudgingly admit were surprisingly toned forearms for a desk jockey.

Still, he was clearly exhausted and certainly less practiced than herself. She would go easy on him, allow them both to work out whatever frustrations seemed to be stuck between them without accidentally landing him in the hospital.

She reconsidered her plan when, after a cross and a surprisingly effective block, he anticipated her kick and with a quick swipe he tripped her back to the mat. 

All she heard was his brief huff of pride before instinct kicked in and she jumped up at full speed. With a brief parry, she found a grip and tossed him over her shoulder where he landed on the ground, hard.

“Come on Phil, I thought you weren’t tired.” She stood, hands on her hips, watching him unfold himself.

“Whatever.” He straightened, reaching for his jacket, “I have a mission.”

His tone was closed off, sullen. Things had only gone from bad to worse.

“Phil…” She tried.

“I don’t need a specialist.” He brushed her off with a monotone, lifting his chin to Agent Shane before jumping into the driver’s seat of his beloved convertible and pealing out into the cresting dawn.


	3. Chapter 3

For a while, May slumped through the field office, puttering through rooms, poking at the furniture and lamenting the unexpected exchange with Phil. She had been so looking forward to this.

But she hadn't anticipated Phil to be so... _different._ He wasn't acting like the goofy guy she hadn’t had time to say goodbye to last time they had been in the same place. He had changed, embodying some new, foreign personna; he was kind of a boss, a desk jockey, and...whatever that nonsense was with Agent Shane.

She picked at a staff memo posted to the cork board in the mess hall. Fury had clearly sent Coulson to Spain in order to gain leadership experience. As shift manager he was supporting the small number of active agents in the field and responsible for mentoring the few younger ones on their first assignments. It was a good fit, he had always been good with people; at least better than herself. And he always seemed to truly care about those with whom he worked.

She had anticipated his unique skills would continue to develop much like her own, but she hadn’t anticipated the impact of that growth on their friendship. She had no idea why there was now friction between them. 

Why had they fought? Had months of desk work made him too sensitive? Or had the testosterone driven, callous environment of her new coworkers made her insensitive? 

Was there something else?

Without thinking she had ended up back in the cramped operations support office, staring at the tiny desk stacked with paperwork. 

He had suggested he was unhappy with his work but she didn't believe him; despite the volume of _stuff_ , this was a well managed office and it was clear he had the respect of the people around him. She hadn't seen him give orders or guidance like that before, but amazingly, when she overheard his earlier reprimand, it sounded like he had been supervising young agents forever. 

His shoulders even seemed squarer and chin higher...

She frowned, he had that same confidence when she first arrived and met him and Shane in the garage. He had been practically buoyant and standing tall. It wasn't until they were alone and she had teased him about Shane and his mustache that he had drawn in and fumbled. 

Her stomach twisted realizing _that_ was how he was familiar to her; awkward and unsure, second guessing his own judgement and seeking her approval. She had been set ill at ease seeing him project confidence and self-assurance and she had unconsciously set about nettling it out of him.

"Ugh...." Melinda groaned out loud. She was going to have to apologize if she had any hope of enjoying her downtime and maintaining her friendship with Phil. She _hated_ apologizing. He was probably going to want to _talk_ all about it and come to an _understanding._

Bleck, gross. 

Just as she was contemplating if it were cowardly to leave a note on his desk, the door slammed open.

“Shit. Shit Shit. Where is Agent Coulson?” An agitated Desi burst into the room, eyes going wide at finding only May and an empty chair.

Her internal alert rang and she straightened, “Why?”

“Marcel called again.” Desi hesitated, his breath rapid and his mouth moving faster than he could find the English words, “Marcel, he used the code word; the mission isn’t clean; it is no good. Marcel is in trouble; Shane is heading into a trap.”

“Where?” May asked, already moving to the garage.

Desi blinked in surprise, taking double steps to catch up, “What are you going to do?”

“We have two agents going in to a trap.” She stopped to kick open an ammo locker before turning back to Desi, “I’m going to back them up.”

“Two…?” He swallowed, glancing back to the empty office before understanding dawned on him, “I’ll drive you.”

* * *

The drive to the town square wasn't long. But before they even turned in, the echos of gun fire alerted them they were too late. 

May sat, white knuckled, ready for the moment she could jump from the vehicle, she wasn't going to let a stupid fight end with dead agents. 

Desi expertly swerved into the town center; on a normal day it was probably quite quaint. Restaurants, shops, and a church with a bell tower surrounded a central fountain. A series of merchant stalls were situated around the square selling everything from scarves to fruits. 

Today there were no shoppers or church goers. The stall merchants were nowhere to be seen. Two stalls were upended, a rapid exchange of gunfire between the two. Lola sat, unaccompanied, near the fountain, doors open.

The ping of a high powered rifle impacting the cobblestones had Melinda hesitating in the vehicle, eyes darting between the two stalls, trying to decide where to go first.

Single, methodical shots were coming from behind the stall that had once held potatoes and onions. The shots coming from the upended fruit stand were more rapid and lacked accuracy.

"That one." She gestured for Desi to take them closer to the northern stall with the methodical shots.

Desi rammed the gas and spun them behind the cart. 

They saw Shane first. She was pressing an already soaked through compress against the side of a man with a dark complexion and thick hair while Phil knelt at the edge of their barrier, squeezing shots across the plaza, one empty pistol discarded at his feet, another tucked at his waistband. 

He barely glanced over his shoulder at their arrival, "Take them!" He gestured to the agents behind him, "Shane; deliver that disk!!"

Shane hesitated a moment but nodded, helping to load Marcel into the the back of the jeep. May slammed the door shut and dropped down to take cover next to Phil. 

“ _Don’t say it._ ” He didn’t look at her, his eyes focused on his aim, jaw tight as his pistol clicked empty.

She tapped his shoulder with 2 loaded magazines, “I’m not saying anything.”

He glanced at her before accepting the ammo and slamming it into his gun and continuing to fire upon the unseen enemy. 

Fragments of rock shot up, impacted by shot from the rifle.

“The clock tower.” He didn't elaborate, just gestured with his chin as another rifle round splintered the wood of the stall above them.

Looking over Phil’s shoulder and focusing her eyes, she could see the barest of movement; something shiny and black against the dark wood of the belfry.

“See it.” She nodded.

He took a deep breath while she tensed.

_“Now.”_

Holding a pistol in both hands, he released a bevy of bullets, both in the direction of the tower and to the hidden enemy on the ground.

Trusting he had the threat occupied, she ran under the volley, not bothering to look anywhere but ahead of her as she entered the church and charged up the stairs. She was almost to the belfry when the pistol exchange stopped. The rifleman above her continued, shooting rapid fire. 

The weapon was one of the old Russian models and was so loud that the shooter didn’t even hear as she entered the tight room and kicked him hard behind the knee, midfire. 

He spun around to swing at her, she ducked. He lunged and she weaved again, her back to the open window.

He grinned, shouldering his weapon, squaring it between her eyes. She dropped and swiped, he lost his balance and she dove around, kicking him again, only this time he wavered, stumbled, and fell out the window.

Standing up, she rushed to the edge, looking down at the unfortunate mess that she knew it would fall on Phil to have to explain to the local authorities.

She waved the all clear, expecting to see one in return since the cessation of the ground fire.

What she saw instead had her taking the stairs down 4 at a time. 

Phil was no longer behind the merchant stall, he was sitting with his back against Lola’s front wheel. Even up in the belfry she had been able to see the bright red spreading across his white shirt.

“Coulson!” She shouted, jumping the final 8 steps and sprinting into the square.

He looked up from where he was already attempting to tighten his tie around his bicep. 

He was alive, he was hurt but it wasn’t serious. She forced herself to slow, “What happened?” 

“I got shot.” He deadpanned.

“You’re an idiot.” She knelt next to him, brushing away his hand and taking over tightening the tie into a pressure bandage. 

“Yeah, missed you too.” He murmured, closing his eyes and letting his head rest back against the wheel. "Hostiles down here are dead."

"So is the rifle." She confirmed, evaluating the shoddy first aid. “The tie is okay for now but we’re going to need to get you back soon, I don’t think it’s doing much to stop the bleeding.” She winced at the steady stream of crimson blood running down both of their hands now.

“It hurts.” He admitted factually, not making any effort to move, eyes still closed.

She smiled, brushing back some of his hair, “I know it does. But you’ll live. We’ll get you back, get you some nice, big pain pills, some fluids, some sleep and you’ll be good to go.”

“That sounds nice.” He murmured.

Sirens began to approach from the distance. She grimaced, “Okay, Phil, you have two choices; we head out now, or we wait for those sirens to arrive and then you end up in the back of a civilian ambulance and answering the questions of the local authorities.”

“Oh hell no.” His eyes shot open and he groaned, pushing away from the wheel he had been propped against.

With a smirk, May reached under his good arm, helping him to stand. He wobbled at first but strengthened, staring at his beloved car, his right arm hanging limply at his side.

“Well…come on…” Melinda held out her hands. "Phil...keys..."

He looked at her, “Do you even know how to drive stick?”

“Seriously?” She huffed.

“Sorry, Sorry, of course….” With a hesitance that had her doubting he would actually do it, Phil finally dug into his pocket, dug out his keys and dropped them into her waiting hands. “Don’t tell anyone.”

“Try not to get blood on the leather.” She retorted even as she opened the passenger door and waited for him to settle in before she jumped into the driver's side, sunk in the key and revved the engine.

She wasn’t in to cars the way Phil was but she couldn’t deny the visceral feeling as the engine roared to life and steady vibrations came through the wheel.

She popped the clutch and shifted into gear. Within a minute they were out of the town, the sound of sirens and another mission gone to hell fading behind them.

“She sticks a little going up to 3rd.” Phil cautioned as she moved to open up on the deserted country roads.

“Feels smooth to me.” She smiled, tossing him a glance. His eyes were closed again and when she took the slight bend in the road, his head lolled forward, his freckled forehead wet with perspiration. 

“Phil?” He didn’t respond, “Phil!”

Tightening her jaw she popped the transmission up to 6th and floored the accelerator. 


	4. Chapter 4

“Figured I’d find you up here.”  
  
May tried to hide the fact that his voice had startled her. Instead, she looked over her shoulder, not moving from her perch at the edge of the roof, “What are you doing?”   
  
“I was bored.” Phil shrugged with his good arm.   
  
May rolled her eyes, “I meant, I thought coming up on the roof was a liability thing.”

With a grimace Phil settled on the brick edge, his feet dangling off the side, next to hers. “Well, don’t tell any of the bosses and we'll be fine.”

  
She looked at him, allowing the corner of her lips to turn up. He was such a dork, but she couldn't help but be fond of him. He readjusted his sling and she automatically reached out to help smooth the band around the back of his neck, "You shouldn't have climbed up here like this."   
  
Access to the roof involved climbing out a window on to a rock edge and following a narrow trail to a point where one could hop a narrow gap to the roof.   
  
"Coming up wasn't a problem...", He looked over his shoulder, "But getting down is something I probably should have considered..."   
  
She chuckled, "Well I guess I'll just have to go with you and do my best to keep you from killing yourself."  
  
His eyes locked to hers, "As you do very well."  
  
She looked away.  
  
"Marcel is going to be okay." Phil continued, looking at her, "Not sure if you heard, but they said it was close. Had it been much longer, he would have bled out."  
  
"Glad he'll be okay." She looked down at her hands. She had washed thoroughly but she still remembered how the dried blood had cracked around her knuckles. She winced. Phil was talking about Marcel but it wasn’t Marcel’s blood she was remembering.   
  
“I’m sorry.” She blurted out the same time Phil had begun to say something.   
  
His face twisted, eyebrow raised, “Wait…what?”   
  
She shook her head, “I’m sorry I was so…” She sighed, “I was being a bitch to you before and it wasn’t fair.”   
  
He blinked at her, head tilted to the side, “I was about to apologize for being an ass so maybe it is fair."  
  
Melinda shook her head, "No. Everything was fine until I showed up."

"Do you know how excited I was when I read that you were coming?" He smirked, "I think everyone else was glad to see you just because it meant I'd stop talking about it."  
  
She huffed, "And then I pestered you until you went out to an ambush and got yourself shot."  
  
"What?" He frowned, "May...Melinda...This wasn't your fault." He gestured to his sling, "I made a bad call and left cover. You were right; I was over tired and probably shouldn't have been in the field to begin with."  
  
She set her jaw and looked down the runway, into the distance. She could see him staring at her, waiting for a reaction to the absolution.   
  
After a long moment he sighed, shoulders caving and he turned his head to follow her gaze into the distance. "I suppose there was...some other...motivation other than poor judgement bourn from lack of sleep."

She kept her head straight but looked to him from the corner of her eyes.  
  
"I just..." He paused, the rest of his statement being lost to an inaudible mutter.

She tilted her head, "Want to try that again?"  
  
He dragged his eyes up to hers, "I'm a field agent."  
  
She blinked. That wasn't what she was prepared to hear. She was prepared for him to tell her she was being overly critical and her judgement was so onerous that he had taken the first opportunity to escape with someone who treated him properly; even if it meant straight into an ambush.  
  
She was so caught off guard that she didn't realize he had continued talking and was currently midstream.  
  
"...with adventures all over the globe while I'm sitting behind a desk stacking papers..." He paused, grimacing, "I know what you saw when you showed up and my ego got the best of me."   
  
"What I saw..." She repeated, her mouth open, trying to understand, "Phil. I don't know what you think I saw but you were confident and competent and have the respect of everyone here."  
  
He stared back at her.  
  
Melinda shook her head, "Yes, I've been out there doing some crazy things but when I pulled in and realized how well everything is going for you, how you have a clear career path, how much faith Fury has in you and how well earned that belief is..." She sighed heavily, "You're really good at your job Phil. And I was stupid enough to be jealous instead of excited about a future when I'll get to say 'I knew him when...'"  
  
Phil frowned, brow knit together, his eyes moving in search of any indication she was messing with him.   
  
As the truth of her words became clear he softened, looking down for a long moment before looking back up to her. "If I'm ever in a position worthy of that kind of praise, I only hope that you'll be right there next to me."  
  
May smiled and rocked gently until her shoulder connected with his good one. "What might Agent Shane have to say about that?"  
  
Phil shook his head and rolled his eyes, "Trust me; won't be an issue."  
  
She straightened, "Phil, I was joking earlier, I'm sure she's great."  
  
"She is." He nodded, "To sit around and watch a movie or discuss strategy and readings...but she just..." He sighed, "She hung around here waiting for us to get back. And then she didn't leave until I woke up."  
  
May frowned, "So? She was concerned about you Phil; we all were. I didn't realize the bullet had shattered your bone when we just left your tie on there. You lost a lot of blood. The doctor said you were lucky they didn't need to amputate your arm."  
  
He nodded, more animated, "And it was almost all in vain because she hung around waiting for me instead of delivering the disk the way she was supposed to; the way I told her to." He shook his head, "She was lucky I woke up when I did; she managed to get to the dropoff only 20 minutes before it would have been too late." He sighed, "You were right back in the day; having harmless fun can is fine but we do important work; sticking around waiting for me to get out of surgery is not worth nearly botching a job."  
  
His face had taken on a hardened shadow and his blue eyes turned slate.  
  
May bit the inside of her lip, there were hardcore specialists she had worked with who weren't as compartmentalized. She remembered flicking through Coulson's old Strategic Principals textbook and being taken aback by the occasionally ruthless way his mind worked, but it was easy to forget with his kind eyes the ever present smirk, concern for others, and his unobtrusively polite presence. She wasn't sure if she should be worried that, not for the first time, her friend seemed to put the success of any mission above himself, but deep inside she knew it was what the job required and she respected him for it.  
  
She also didn't want to even acknowledge the instinctual celebratory reaction she felt upon realizing that Coulson imagined working with her far into the future, but was dismissing his relationship with Shane.  
  
She shook herself of that thought and leaned forward as any good friend prepared to support another through a break up, "So...what are you going to say to her?"  
  
"Nothing." Phil shook his head, relaxing slightly, "Gaskins is pissed and will take care of addressing her judgement call." He looked down to his sling, "And Fury is pissed. He is transferring me back to him for the duration of my rehab."  
  
May grimaced. She knew Fury liked Phil, but the Senior Field Agent turned Western Division Head was NOT an easy man to work for on a daily basis.   
  
"Yeah." Coulson acknowledged her reaction. "I don't know. He's right that there are better doctors in California. And, if I'm working for him, there is almost zero chance I'll end up doing field work for a while..."  
  
"But there is zero chance you'll be doing field work for a while anyway." May guessed the second half of his thoughts, gesturing to his arm.  
  
"Yeah." He nodded. "But at least I'll be off the night shift. And maybe Fury will share some of the cooler cases he's working on."  
  
"Does he still call you Rookie?" May grinned, watching the annoyance cross Coulson's face.  
  
"He had stopped..." He sighed, "But when he called he said if I was dumb enough to get myself shot when I had you watching my back I might as well be a rookie all over again."  
  
May bit the inside of her lip. "When do you leave?"   
  
"Tomorrow morning." He looked to the sky, "There is a mobile unit heading back stateside from Helenski. They're going to stop and fuel up here in a few hours."  
  
"So early then." She deduced.  
  
He nodded.   
  
She raised an eyebrow, "Need help packing?"  
  
He shook his head, "Don't have much that's not already in my footlocker."  
  
"Okay." Her mouth tightened. She was glad he was going to California and that Fury would see to it that Coulson rehabbed successfully from his injury, but she was dismayed it was happening so fast; just when it seemed they were back to normal, everything was being cut short. This trip did not end up how she had anticipated. "Oh!" The thought reminded her of the small package in her pocket. "I have something for you."  
  
He frowned, "For me?"  
  
"Yeah." She dismissed, digging deep into the internal pocket of her leather jacket, pulling out the item wrapped in tissue paper. "My extract was delayed at an antique store in Warsaw. Curtis recognized that it was spy tech. I knew I was coming here next." She unceremoniously handed it over, "Figured if anyone would find it worth anything, it would probably be you."  
  
Casting her a enigmatic look, Phil fumbled with the wrapping, revealing the dirty old watch. For a moment his eyes narrowed and refocused on it until something crossed his face and his eyes went wide, a genuine look of amazement taking over his expression.   
  
"May...Do you know what this is???"  
  
"Curtis said it was an early communicator."  
  
"Oh my God, yes, but not just...this is the FIRST walkie talkie wrist watch. 1936. They only made enough for the agents going on a very specific mission; like 20 or something like that." He blinked in awe, flipping it over in his hand and bringing it close to his face, wiping at the decades of grime with his thumb, "May, this is amazing. Hands down the best gift I've ever been given."   
  
It really had been an impulse purchase. Something to do with the remaining złoty in her pocket while waiting for the extract team.   
  
But now, the way his face lit up, a kind of joy exuding in a way she hadn't seen since he first pulled in with Lola, she felt a warmth spread in her chest. He even looked younger and with such nerdy exuberance that she could easily picture a rare Captain America comicbook evoking a similar reaction.  
  
He was looking back at her now, beaming and open, "I don't even know how I would begin to repay you."  
  
She was about to brush him off, tell him he was being overly effusive and it was time to move on...but another thought flickered through...  
  
"You know, I didn't really have the chance to enjoy my drive in Lola..." She watched with delight as Phil's features froze, processing her request. His beloved car he never let anyone touch, never mind drive...  
  
He looked down to the watch in his hand and then to the sun beginning its descent in the Western Sky.  
  
"Okay." He nodded stiffly, turning back to look at her, "But you really can't tell anyone!"

  


**Notes for the Chapter:**

> episode 1.2 "The 0-8-4"  
> Coulson - "First Walkie Talkie Wrist Watch - 1936, Poland. They only made 20 I think."  
> Reyes - "Still works. I forgot you're such a sentimentalist, Phillip."
> 
> episode 1.9 "Repairs"  
> Finding Coulson considering the irreparably damaged watch which had to be sacrificed in the course of the episode.  
> Skye - "Can Fitz repair it?"  
> Coulson - "No. This one is a lost cause."  
> Skye - "But May isn't. If anyone can bring her around, it's you." 
> 
> next story - a tag to the events of Captain Marvel


End file.
